Disclosure under SEBI SAST Regulations

Transaction Details

  • Date of Acquisition: November 4, 2026
  • Mode of Acquisition: Preferential Allotment
  • Number of Shares Acquired: 57,142,857 equity shares
  • Purchase Price per Share: ₹350
  • Total Investment Value: Approximately ₹2,000 crore (57,142,857 shares × ₹350)
  • Transaction Basis: Investment Agreement dated May 7, 2026 among FIH Mauritius Investments Ltd, IIFL Capital Services Limited, Nirmal Bhanwarlal Jain and Venkataraman Rajamani

Shareholding Impact

Pre-acquisition Shareholding (as of September 30, 2026 basis):

  • Acquirer (FIH Mauritius): 8,46,41,445 equity shares (26.82%)
  • PAC (HWIC Asia Fund): 1,03,62,530 equity shares (3.28%)
  • Total Combined: 9,50,03,975 equity shares (30.11%)

Post-acquisition Shareholding:

  • Acquirer (FIH Mauritius): 14,17,84,302 equity shares (38.04%)
  • PAC (HWIC Asia Fund): 1,03,62,530 equity shares (2.78%)
  • Total Combined: 15,21,46,832 equity shares (40.83%)

Regulatory Conditions

  • The Subscription Shares allotted under this Preferential Issue will not have any voting rights until completion of the open offer
  • Shares will be held under a separate share escrow account (demat escrow) as required under SEBI (SAST) Regulations
  • Upon completion of the open offer, shares will be transferred from escrow to Acquirer's demat account
  • This condition is in accordance with Regulation 22(2A) of SEBI (SAST) Regulations

Denominator Calculations

  • Pre-acquisition denominator: 31,55,32,512 equity shares (as per latest filing under Regulation 31 of SEBI LODR Regulations as of September 30, 2026, adjusted for ESOP conversion on October 29, 2026)
  • Post-acquisition denominator: 37,26,75,369 equity shares (including the 57,142,857 newly allotted shares)

Disclosure History

The Acquirer was previously disclosed in the detailed public statement published on May 13, 2026, confirming proper regulatory compliance.